Ultimate Ghost Rider
by MyHumpsMyLovelyLadyLumps
Summary: Johnny Blaze ends up in the Ultimate Spider-Man universe after the events of "Spirit of Vengeance". He is de-aged and must go through high school all over again. Spider-Man team-up quickly becomes a thing. I'm not sorry. Contains references to Diablo 3. Because.
1. Chapter 1

It was three days after the Ghost Rider's flames had turned blue. Three days since the incident that resulted in him sending the Devil back to hell. Three days, and the Ghost Rider had not given him any trouble at all around those he once strived to punish. Johnny wasn't sure what game it was playing at, but was thankful for the reprieve. He took the time to rest and recuperate. Although he healed fast, he still felt pain like a normal person and his wounds had been severe enough that he felt comfortable just laying in bed for a while. Of course all good things had to come to an end.

He awoke in the middle of the night, wreathed in blue fire.

"Oh, fantastic." he thought. "Here we go again."

"Quiet." the Rider admonished in his head. "Something's not right."

"Huh?" he wondered. The Rider had never spoken to him before. This was new. He watched as the Rider pulled his body out of bed and pulled his clothes on. He stepped out into the night. It quickly became clear what the matter was. An angel stood before the door, waiting for them. Well it wasn't standing, exactly. It was floating in midair, suspended on golden wings of light. It was humanoid, as angels were typically depicted. It's figure suggested it was male, but it was hard to tell with so much armor on it.

"Zarathos." it said. Yep, definitely male. At least he had his pronouns straight.

"...Are you Imperius?" the Ghost Rider asked. The angel laughed.

"You do not remember me, old friend? I am wounded." Imperius said. "Come, the others are waiting."

The angel offered its hand. The Ghost Rider hesitated, then took it. Imperius flew upwards, seemingly unaffected by gravity. They soared upwards together, ever faster. Until, at last, they broke through a cloud layer, and glimpsed their destination. A majestic city, floating atop a large cumulous cloud. Gold and silver spires adorned the skyscrapers within. Moonlight glinted off of reflective surfaces. It was the most beautiful thing Johnny had ever seen. It was obviously Heaven. What else could it be? Imperius flew up to a tall tower near the center of the city. They entered through a window. He gently deposited them on the floor before retreating to a high platform above them.

Looking around, Ghost Rider could see that there were other platforms, each with an angel standing on them. One appeared female, although each was different from the others; all stood with authority, although one seemed a bit nervous. There were five altogether, forming a circle around him. A feeling of unease set in. This felt too much like a court setting. Like he was about to be judged.

"I don't like this." Johnny thought to the Ghost Rider. The Ghost Rider shushed him.

"Are we ready to begin?" Imperius asked. The other angels nodded.

"Very well." Imperius said. He looked down at the Ghost Rider.

"Zarathos. The Angiris Council has decided that you are no longer fit to hold the title "Spirit of Justice". The title has been passed on to Tyrael. Furthermore, it has been decided that you cannot reside here any longer. The humans are fearful. There is an active manhunt for Blaze, your human host. Any further supernatural activities on Earth may cause mass panic and worldwide conflict. We have spent centuries quelling human belief in the paranormal. All of that work will be for nothing if you blow our cover." Imperius said.

"Excuse me, what?" Johnny demanded inside the Ghost Rider's head. Ignoring him, the Ghost Rider looked around at the Council.

"Where would I go?" he asked. Imperius sighed.

"We are sending you to another part of the multiverse, Zarathos. I'm sorry." he said. Ghost Rider stared at the floor.

"Will I ever get to come back?" he asked.

"Maybe, someday." the female angel said, gently. "We're not banishing you, Zarathos. We just can't have you running around, stirring up trouble on Earth."

Ghost Rider sighed.

"You know I didn't mean it, right? I wasn't exactly in my right state of mind." he said.

"We know, Zarathos. But in your current state, you cannot stay in the High Heavens for too long. Your body has become accustomed to large amounts of negative energy. The shock of being in a place of so much positive energy could destroy you." An angel in grey robes said.

"Without a human host to reside in, you would soon dissipate entirely, as angels cannot persist on Earth in our natural form. With the human laws the way they are, there is a good chance that Johnny might be sentenced to death for the murders you have committed." the angel in grey continued.

"In other words, you need to disappear for a while." the angel in grey finished.

"It will be safest for you to go to another world for a while." the female angel said, albeit sadly. Johnny was starting to get the feeling that there was some history between this female angel and "Zarathos". Were they just friends? Or something more? Pondering this sudden new love interest, he missed the next part of the conversation.

"I suppose you have a point." Ghost Rider was saying. He seemed to be addressing Imperius.

"But if this is God's will, how come he didn't come tell me himself?" Ghost Rider asked. "I don't remember much of my former life, but if I was part of this Council, don't I at least have the right to speak to God?"

"You have every right. But Blaze does not. Just having him here, in Heaven, breaks protocol." Imperius explained. Johnny felt somewhat annoyed.

"What did I do?" he demanded, in thought. "I know you're not supposed to sell your soul, but I was tricked! And didn't I get it back in the end?"

Imperius, as if reading his mind, said, "Johnny Blaze is still alive. Only the dead may set foot in Heaven. If he returns to Earth with memories of this visit he might tell others of his kind. We don't need people committing mass suicide trying to get in."

"Don't suicides go to Hell?" Ghost Rider asked.

"Yes, but that doesn't stop people from trying." Imperius said, sighing. "If they know Heaven is real, they'll become even more desperate to escape their lives. Just knowing that there is something better afterward will give them incentive to try."

"So we both have to leave?" Ghost Rider asked.

"Yes. For the sake of everyone." Imperius said. "And who knows? Maybe God will forgive your sins, Johnny Blaze. Play your cards just right, and you may get into Heaven after all."

That got Johnny's attention. Up until now he'd mostly been hanging in the background, as this meeting seemed mostly for Zarathos's benefit. Now he spoke up, saying aloud, "What can I do to make that a reality? Is there some mission I can take on? Some work I can do, to get God to see I deserve it?"

The angels looked at each other. They murmured softly to one another in another language. Latin, maybe? Old English? Some strange angelic language no human has ever spoken? Zarathos didn't seem to understand it any better than he did. Finally they stopped, and returned to staring at him.

"We are sending you to a world full of super-powered beings. Some are heroes. Many more are villains. The world they live in is plagued with dangers beyond the scope of anything that has ever happened on this world. Live among these heroes. Learn from them. Fight evil by their side. If, when you return, you are virtuous enough, you will be allowed into Heaven. We will hold no grudges for your past misdeeds." Imperius said.

Hope swirled within him as he took in Imperius's words. All he had to do was be a superhero? That was easy. He already had superpowers. All he needed was maybe a headquarters. It would be nice to have a place to return to every night, instead of constantly seeking new places to stay. Just having a proper bed and shower would be OK. He'd have to get a job, or some financial backing, to pay for food and clothes and whatever else he might need.

"What world are we going to?" Ghost Rider asked, while he hovered in the background, thinking.

"Earth-12041." The angel in grey said. Seeing his confusion, the angel shrugged. "All the universes have numbers associated with them."

"I see... When do we leave?" Ghost Rider asked. The angel glanced at Imperius.

"Unless you have other business to take care of, I would suggest you leave immediately." Imperius said. "The longer you stay, the higher the chance of you being damaged by the positive energy of Heaven."

"...OK." Ghost Rider said. He glanced up at the female angel. She looked back at him, then looked away. Yep, definitely some history there. Too bad they had to go. She was hot, even under all that armor. Johnny might have been tempted to push Zarathos into trying to get some, both for his and Johnny's benefit, but unfortunately it seemed like God had other ideas. Damn.

"I guess we'll go now." Ghost Rider said. Then, in thought, he told Johnny, "Knock it off, dipstick. Those are very sinful thoughts."

"Have a safe journey, my friend." Imperius said, before raising a hand. As his hand rose, an archway appeared out of the floor. Inside of it was a wall of swirling smoke, obscuring any view of the other side. Ghost Rider stepped through without any hesitation.


	2. Chapter 2

Johnny opened his eyes wearily. He was lying on his back in a concrete room. Rolling over and getting up, he moved to the only light source, a small rectangular window set near the ceiling. Looking out, he saw that he was in a basement of sorts, with the window facing a busy street. Looking around the room, he saw that it was a shabby apartment. There were only two rooms, this one and a bathroom. He had been laying on a mattress that was just lying on the ground. It had blankets, sure, but the fact that it was just lying on the ground disturbed him. Taking a look around the room he could see that it was very low rent.

An alcove between the bathroom and the wall served as the bedroom area. A cardboard box contained clothes next to the mattress. A plastic milk crate served as a bedside table. A lamp sat on it. He turned it on. He was amazed when the dirty bulb lit up. He'd been certain it wouldn't work. Going through the clothes in the cardboard box, he pulled out a plain black tee-shirt and black denim jeans. He pulled them on over the underwear he was currently wearing. Next came a pair of black socks and a pair of black boots that were sitting next to the box.

Rubbing his face and trying to wake himself up properly, he walked into the tiny bathroom. Pulling a string, another dusty bulb lit up. It illuminated the mirror, which Johnny peered into. A scrubby sixteen-year-old version of himself stared back at him. He stared at it. It took him a full minute to realize what he was seeing.

"The hell?" he said aloud, rubbing his eyes. The image didn't go away. He looked down at himself. Yep, definitely sixteen. He groaned. He did not have the energy to deal with this right now. In the back of his mind, Zarathos snickered.

Ignoring him, Johnny made his way out of the bathroom and set about the complicated task of making a cup of coffee. First he had to find the coffee grounds. There were only a few cabinets. Then he had to locate a mug. There were a few in the sink. Then he had to put the grounds in a tiny metal straining device that was probably meant for tea, not coffee. Water was added. Then he sat and stared at it go round and round in the microwave. Finally the microwave beeped and he had a cheap cup of coffee. He gulped at it while staring around his "Headquarters".

Glaring at his surroundings, he set his now empty cup on a table. The table had a small old fashioned TV on it. He called it old fashioned because it wasn't flat-screen. He pressed the power button. The news came on. A superhero called Spider-Man was being chewed out by some newsman, who apparently didn't like vigilantes. Whoop-de-doo. He turned the TV off. He'd gleaned enough information from it. He was in New York. It was late 2012. Based off the time of year, and the age of the body he was in, it was apparent that he was meant to be going to school.

"Like hell." he said aloud. A laptop sat on the table as well. He opened it up and checked the page that was already open. His bank account. He had about 500 dollars to his name. He groaned. There was a knock on the door.

"Who is it?" He called, suspicious.

"You're legal guardian, idiot. Who else has the key to the basement?" a familiar voice responded. "Get up and get ready for school. Remember, if you fail or drop out, you have to start paying rent."

"Mack?" Johnny wondered in bewilderment.

"Yeah?" Mack answered. Johnny thought hard for a moment. This certainly changed things.

"How am I getting to school?" he wondered aloud.

"Get out here and I'll show you." Mack said. Johnny shrugged. Oh well. Guess he was going back to school. This should be fun. Not. He ran into the bathroom and brushed his teeth. He ran his fingers through his hair a few times. Glancing around his new home, he made sure he wasn't missing anything. Grabbing a backpack that was hanging from the door, he left.

Mack wasn't in the hallway when he came out, so he proceeded to the stairwell and went up. He found himself in the lobby of a small apartment building. He glanced around casually, trying to look like he knew the place. Mack stood at the entrance. Johnny approached him.

"So... How am I getting to school?" Johnny asked. Mack pointed outside.

"On your birthday present." he said. Johnny looked. A motorcycle waited for him at the side of the road. He grinned. Without something to ride he wasn't really the Ghost Rider, but it seems like that wasn't going to be a problem. It was a really nice bike, too.

"It took me awhile to get it here. It's right-out-of-the-factory brand-new." Mack said. "Which is why you're getting it now instead of on your actual birthday."

"It's great." Johnny said. "Just what I needed."

"I'll pay for the insurance since you don't have a job yet. But you're paying for gas, and you best take care of that thing." Mack said.

"I will." Johnny promised.

"And put this on, or you'll freeze to death." Mack said, handing him a leather jacket. Johnny pulled it on. Mack reached into a pocket and pulled out a paper.

"Here, this is a map I printed off of Google. Until you can find your way to school and back." he said, handing it to Johnny.

"Now you best be off. School starts in half an hour. No fooling around OK? I know you think you're a hot shot, but if you go mouthing off to your teachers and I have to come up there, it's not gonna be pretty." Mack warned. "Stay in school, actually pay attention, and do your homework."

"OK." Johnny said, trying to look serious. It was hard, when all he could think about was getting on that bike.

School went by fairly uneventfully. He learned a lot about the social dynamics on the first day. Flash Thompson, the school's star quarterback and huge bully, shoved some poor kid in a locker. Johnny waited till he was gone then helped the kid out. The teen introduced himself as Peter Parker.

"Why don't you tell someone about the bullying?" Johnny asked. Peter chuckled.

"It's not worth the trouble it would cause." he said. "The handful of kids who have tried that... Well, let's just say it didn't end well for them."

Johnny didn't really get what he meant, but didn't press. Peter had to learn to stand up for himself. You can't live in fear. It was lunchtime after that. Johnny was pleased to see that high school lunch standards had changed since the last time he was here. The food actually looked semi-edible. After loading up a tray he turned to the rest of the lunchroom and looked around. It occurred to him that he had not found his "clique" yet. This was going to be a problem.

"Hey! Johnny!" someone yelled. He turned towards the sound. It was Peter. Guess that saving him from the locker meant they were friends now. At least he had a place to sit. He walked over and sat down. He was introduced to Peter's friends, Harry Osborn and Mary Jane Watson. They seemed OK. Harry was the son of Norman Osborn, some big CEO person. Mary Jane wanted to be a reporter. He was partway through an explanation of what a stuntman was when Peter suddenly lunged across the table and knocked everyone to the ground. Before anyone had a chance to react, the wall behind him caved in.

The lunchroom broke out into shouts as the wall crumpled inwards. Then, as the dust began to settle, three figures entered the room. A man in purple armor who was floating, another man in purple and red armor, and a woman in red and yellow. They stalked in with the air of predators. Johnny felt Zarathos stirring within him. These guys were trouble.

"Attention students. Your principal has something to tell you." the floating man said. He lifted one hand and the school's principal floated through the hole in the wall.

"Students. Your attention please. The school is now under the control of... Of..." the principal said.

"The Frightful Four." the woman finished for him.

"Uh. There's only three of you." MJ pointed out.

"Quiet." the floating man said, whilst throwing the principal into the wall. He threw several small disks into the air. They attached to tables and chairs, which then started floating. The man in purple and red held up one arm. At the end of it was a strange claw-like device, instead of a hand. When he held it up, it released a screeching sound and a wave of visible vibration struck the ceiling. The ceiling fractured, raining dust and bits of debris down of the students. The woman ran forward and punched a pillar breaking a chunk of concrete off of it. None of these attacks hurt anyone, and Johnny started backing towards the doors to the kitchen.

"Before the Trapster was captured, he discovered Spider-Man attends this school. And unless he gives himself up, we'll tear this place down brick by brick." the floating man said.

"Yeah!" someone shouted.

"We're serious!" the floating man said. "Klaw?"

The man in purple and red, who was apparently called Klaw, lifted his sonic weapon and blasted the ceiling again. More debris rained down on them. Johnny snuck through the kitchen doors and set his backpack down. He slipped out of his jacket, as he didn't want to ruin it. Then transforming into the Ghost Rider, he returned to the lunch room. The floating man was looking around at everyone.

"They seem reluctant to talk." he said, gesturing to Klaw. Ghost Rider slipped across the room, surprisingly stealthily for someone who was on fire. Just as Klaw began to lift his sonic weapon for an attack directly at the students, Ghost Rider picked up a trash can and hurled it at the villains. The trash can struck the floating man, and burst open, showering the other two with garbage. The floating man got up shakily, wiped the visor of his helmet clean while muttering to himself. He looked around. Spotting Ghost Rider, he floated over.

"Who are you?" he demanded with contempt.

"Who me?" Ghost Rider said cheekily. "I'm just some obstinate teenager... Who's about to kick your ass."

The floating man scowled at him. Ghost Rider ran forward, and kicked him into the woman, who had run forward to attack. They both went sailing across the room. Klaw lifted his hand to blast the Ghost Rider. Out of nowhere a long sticky strand of white shot out and adhered to Klaw's arm.

"Dude! Don't point that thing! It might go off!" Spider-Man was finally here. Ghost Rider had sort of guessed he was here, since the bad guys were convinced he was. They'd probably tracked him here somehow. Spider-Man yanked on the thread, and Klaw found himself staring straight into his own weapon. Ghost Rider expected it to take his head off, since it was powerful enough to break the metal supports in the ceiling. Unfortunately, it seemed the armor Klaw was wearing protected him from the blast. Spider-Man leaped out of the way as Klaw went flying into the pillar Spider-Man had been perched on. He landed on the woman's shoulders, did a back flip, and sent her flying into a table. She lifted her head to glare at him. Her face was covered in cafeteria food.

"Hey little Miss Muffet, the spider just kicked your tuffet." Spider-Man taunted. The entire time they were fighting, Ghost Rider was dodging the floating man's attacks. He seemed to be able to control gravity, but only through use of the flying disks he'd seen earlier. He was also faster than Ghost Rider, something he seemed to be growing aware of. His attacks came from all angles, and Ghost Rider wasn't fast enough to dodge all of them. Fortunately, about halfway through the fight, Ghost Rider discovered he had powers he didn't have before. Namely the ability to defy gravity and stick to surfaces like Spider-Man. He also could create chains out of thin air, something he hadn't been able to do before. Usually he just carried a chain around with him. Now he just made them when he needed them. While he and the floating man paused to size each other up, a thought occurred to him. If he could create chains, couldn't he create other things as well?

"Eat this!" he yelled, melting chain links and snapping the chain forward. The melted pieces solidified in midair, turning into deadly shrapnel. The floating man raised an arm and a floating lunch table intercepted the shrapnel before it could hit him. While he was distracted, Ghost Rider held his arms out and concentrated. Twin daggers appeared in his hands. He lunged forward. The tables floating around him shot inwards, towards him. He began lashing out at them. The daggers shattered the disks attached to the tables, causing them to fall back to the ground. Just as he'd thought, the disks were the reason they were floating. Some sort of anti-gravity device? The floating man must have it built into his suit as well.

"Looks like the tables have turned." Ghost Rider crowed winningly. It wasn't very funny, but he found it hard to come up with clever one liners and concentrate enough to use his new matter creation ability at the same time.

"Perhaps..." the floating man said. He threw out some more anti-gravity disks. They adhered to the students in the lunch room. He brought them over to form a human shield.

"Perhaps not." he finished. Ghost Rider glowered at him.

"Have you no respect for the life of your fellow man?" he demanded.

"Not really." the floating man answered. Ghost Rider laughed.

"Good." he said. "Then this will hurt."

He unleashed the flames of his own body, releasing a torrent of fire at the floating man. It passed harmlessly through the students and struck the floating man in the stomach. He went flying backwards, a hole melted in his armor. He crashed into a pile of tables and chairs. Ghost Rider dismissed him as incapacitated, and turned to the fight between Spider-Man and the other two villains. Spider-Man had webbed up the woman and was preparing to throw her across the room. Klaw twisted around and blasted in Spider-Man's direction. Spider-Man dodged, and a scream came from behind him. The sonic blast had hit someone else.

"Oh no, Harry." Spider-Man said. He hurled the webbed up woman at Klaw. Klaw hesitated, not sure whether to blast her or not. She hit him and they went flying across the room. Spider-Man hesitated, looking at the downed Harry Osborn. Ghost Rider remembered his healing ability. He'd brought a child back from the dead, couldn't he heal this too?

"Spider-Man, finish dealing with the villains, I'll heal Harry." Ghost Rider said. Spider-Man nodded. He took off through the doors to the hallway, where the villains had disappeared. Ghost Rider pushed his way through the crowd that was now gathered around Harry.

"Stand aside, people. I need room to work." he demanded. They moved out of his way. He knelt down next to Harry and examined him. He was bleeding from his mouth, and not breathing. Ghost Rider placed one hand over the spot where Harry had been hit. His blue flames flickered. Harry started breathing again. Ghost Rider sighed in relief. His healing powers still worked. Good to know. He stood up and looked around. Harry's friend Peter was standing nearby. To Ghost Rider's surprise, he could see that Peter's soul was the same as Spider-Man's. They were the same person. Interesting.

"He'll be fine." he said. A red haired man appeared by his side. He looked enough like Harry for Ghost Rider to guess who he was.

"Norman. Take your son to the hospital immediately. I healed him, but I have no idea how effective my healing powers are. I've only used them once before." he told him. Norman nodded.

"Thank you." he said. Ghost Rider nodded, then slipped out of the cafeteria and into the kitchen. He changed back and grabbed his jacket and backpack. He pulled them on and peered into the lunch room. No one was paying any attention. He slipped outside easily.

Later, he visited Harry in the hospital. He talked to one of the doctors, who told him he was completely healed, he just needed rest. They were keeping him overnight for observation. Just to be sure nothing unusual happened. Harry seemed ok, just a little shook up. His ears were ringing so bad he could barely hear Johnny. Norman showed up and they had formal introductions. Of course Johnny didn't tell him he was the Ghost Rider. Johnny said he was a friend of Peter's and was hoping he could be friends with Harry too.

"Being the new kid can be hard, but you'll find your place eventually." Norman said. Johnny nodded.

"I'm hoping to just fit in, I don't want to be the most popular or anything. Just a few friends is fine with me." he said. The last thing he needed was to draw attention to himself.

Back at home he did what little homework he had from half a day of school. Then he got back on his bike and just drove around for awhile. It was nice to just be able to relax once in awhile. His life was non-stop stress right now. What he needed was to find a long stretch of road with no traffic and just ride. He somehow found his way into the wrong side of town. Of course he didn't know it was the wrong side of town until some punks decided to harass him at a gas station.


	3. Chapter 3

He was gassing up the bike at a random gas station in the downtown area. He'd just finished paying and was about to take off when three teens approached him. He felt Zarathos stirring. This wasn't going to end well. They quickly moved to surround him. He got on the bike, intending to just ride away, but one got in front and put his foot on the bike's wheel.

"Nice bike." the kid said. Johnny sighed. He looked around at each of them. They didn't look like they came over for a nice chat.

"You know it's polite to say thank you when somebody compliments you." another one said, pushing lightly up against the bike. Johnny held his hands up in the "I surrender" pose.

"I don't want any trouble you guys." he said. The kid laughed.

"You hear that? He thinks we're trouble." he said.

"That's not very nice." the third kid said. He shoved Johnny from behind, pushing him up against the handlebars. Johnny gripped the handle bars nervously. He was on camera. He couldn't transform here. Then again, maybe that's exactly what he needed to do. He waited for one of them to grab him again, then allowed Zarathos's fire to envelop that part of his body. His entire left arm was quickly wreathed in flames. The kids jumped back. Johnny started to scream.

"Ah! I'm on fire!" he yelled. Kicking the stand for the bike out, he slipped off the bike and started rolling on the ground. A stray bit of gas that was on the ground ignited. The punks scattered. Johnny continued to roll, and yell. He shouted himself hoarse, until finally someone came out of the gas station to investigate. They immediately ran to the "shut off" button for the gas pumps, hit it, then grabbed the fire extinguisher. They ran over, and doused him. Johnny allowed the flames to be put out. Then he got up. The hellfire, or heaven fire, or whatever it was, had caused a real fire. He hadn't expected that. He helped the man put out the flames.

Of course, afterward he had to deal with the cops. The cops decided static electricity had ignited gas on his hand. Johnny was wearing gloves and a jacket so he got away with minor burns. The paramedics said he didn't have to go to the hospital if he didn't want to, but encouraged him to get some kind of burn cream. Johnny didn't feel like dealing with a doctor at the moment and told them he'd make do with over-the-counter medicine. Then he had to deal with Mack. He wasn't exactly thrilled that Johnny had been set on fire. The whole scenario paled in comparison to the super-villain attack, however. Since Johnny wasn't to blame for either of the events, he got off with some minor scolding and a curfew. From now on he was to be home by 10 PM. At least until Mack could get him a cell phone to call home with.

The next day at school went by uneventfully. MJ got a new camera, which she was using to take pictures of everyone with. She said she was practicing. She just about blinded Johnny the first time she snapped a picture of him. After that he learned to turn away or cover his eyes. During lunch he looked up the news. There was a small article about his evening misadventure with the punks at the gas station, but most of the news was directed at the super-villain attack on the school. He was grateful for that. The last thing he needed was for SHIELD or some other government agency to take notice of him.

After school, since he'd done his homework in class, he decided to ride around and familiarize himself with the roads. Maybe find a shop to buy a new jacket at. Then again he didn't have very much money, maybe he should hold off on the jacket for awhile. While he was musing, a blur of something shot past him at twice the legal speed limit.

"The hell?" he said, twisting in his seat to get a better look at it. Fortunately it turned around and he was able to see it more clearly. Spider-Man sitting astride a motorcycle he obviously had no idea how to ride. Johnny would have face palmed if he'd had the time. Instead, he drove into an alley and changed. Flames curled around the tires of the motorcycle as it changed with him. In addition to catching fire and changing its appearance to something more sinister, the license plate vanished. It had been used to track him down once before, and he had no intention of letting it happen again.

Spinning around sharply, he blazed out of that alley at unheard of speed leaving a trail of half melted asphalt in his wake. He raced forward, drawing even with Spider-Man. Spider-Man glanced at him several times. Even though he had met Ghost Rider before, he wasn't used to the sight of a skeleton, wreathed in blue fire, dressed in black denim, riding on a bike that could only be described as satanic. As Ghost Rider reached for him, he flinched away. The twitch sent his bike careening down a different path. Ghost Rider reacted with inhuman reflexes, turning sharply to stay on his tail. As they drew even once more, Ghost Rider came up with a different idea.

"Twist the handles!" He shouted to Spider-Man, mimicking the action with one hand. Spider-Man must have heard because he twisted the handles... The wrong way. He shot forward again. Ghost Rider groaned. Inwardly he was a bit impressed that Spider-Man's bike could do these speeds, but he was starting to get annoyed at Spider-Man's cluelessness. Ghost Rider accelerated again, drawing even one last time.

"The other way, you idiot!" he shouted. Spider-Man didn't react. Either he didn't hear or he was fed up with Ghost Rider's attempts to help him. Either way, he went flying off the ledge surrounding a construction site. Ghost Rider followed. Flaming bits of dirt flew everywhere as he spun out in his landing. Managing to save it, he started forward again, only to come to a halt as four other costumed vigilantes stepped in to do his job for him. He decelerated, coming to a halt in front of them. Immediately, all of them slid into fighting stances. He looked them all over, one at a time. The first one, the only female in the group, was dressed like a white cat of some kind, or perhaps a tiger since she had stripes on her. Claws popped out of her fingertips as he coolly gazed at her. The next one was dressed in green and gold, with a dragon design on his front. His eyes were wide in confusion. Zarathos murmured to Johnny, his voice louder than usual since he was transformed.

"He has a mystical aura. It also seems as if he can sense our own supernatural state." Zarathos muttered. The others seemed intimidated, but not aware of what he was. The next two actually seemed a bit eager, as if they welcomed the challenge that the Ghost Rider presented. One was a tall, black kid with bulging muscles that the Ghost Rider could no doubt tear into pieces with ease. The other was dressed in some kind of glowing armor. It was black and gold, with a strange red star on the forehead of the helmet. Blue particles floated in the air around him, as if holding him aloft. He was holding up two curled fists, each glowing with the same energy.

Ghost Rider finished looking them over and decided their sins weren't worth the effort of fighting them. He'd most likely win, but he didn't feel like fighting them. He'd much rather go back to riding around peacefully through the city, or perhaps punishing a few of the easier targets that littered this... This... City of sin. He turned his head and spat on the ground in disgust. The flaming saliva smoldered in the dirt. The other heroes twitched slightly at the movement. Ghost Rider reached into one pocket and pulled out a small bag of jelly beans. He popped a few in his mouth. The costumed heroes each exchanged glances with one another. As Ghost Rider chewed, the smell of burning candy filled the air. He noticed that Spider-Man was staring at him too. He held out a few beans.

"Want some?" he asked innocently. Spider-Man shook his head.

"You know, Spider-Man... You have to twist backwards to slow down. Twist forwards to go forwards, remember that." Ghost Rider said mildly. Spider-Man scratched his head.

"Um... OK. Why are you here exactly? Don't you have a heavy metal concert to be at? Or perhaps torture a few damned souls in hell?" He asked, jokingly.

"I'm off-duty." Ghost Rider said. Seeing them not comprehending he added, "I'm taking a break from torturing people right now."

They stared. He shrugged.

"I can't imagine it'll make much of a difference if I'm openly looking for trouble. Trouble seems to follow me wherever I go." He said, popping a few more pieces of candy in his mouth.

"Ri-ight." Spider-Man said, dragging out the word. He turned back to the other heroes who seemed more confused than anything else.

"So who are you guys?" Spider-Man asked.

"Iron Fist. Namaste. Iron Fist, kung fu master with fist of... Well, iron." the green and gold clad boy said.

"White Tiger. Acrobatic ninja with steel claws and cat powers." the girl in white replied. "The big guy here is Lu-"

"Power Man." the black boy cut her off. "If he calls himself Spider-Man, then I'm calling myself Power Man. It's cool and doesn't scream: "I have low self esteem." Super strength and bullet proof skin."

"OK. Power Man." White Tiger said.

"And I've already met Captain Bucket Head." Spider-Man said, pointing at the last member of the team. The black and gold armored hero glared at him.

"It's Nova, creep." he spat out.

"Nova Creep. Catchy." Spider-Man said.

"Nova, the human rocket." Nova said.

"OK, huh. Now if you'll excuse me. I have to get this bike back to HQ. You see I'm with SHIELD." Spider-Man said.

"Small world." said Power Man.

"Oh no..." Spider-Man muttered.

"SHIELD?" echoed Ghost Rider. "I thought they were government agents, not superheroes."

"We're a little of both." said someone behind him. Zarathos had warned Johnny so Ghost Rider barely reacted, whereas Spider-Man jumped nearly three feet in the air. Turning to look at the newcomer, Ghost Rider lifted one non-existent eyebrow. He slipped the last of the jelly beans into his mouth. The man was bald, black, and missing one eye, which he covered up with an eye patch. He was wearing a trench coat. Ghost Rider munched his jelly beans in silence for a moment as he and the newcomer sized each other up.

"So..." he said, after swallowing the candy. "You got a name, stranger?"

"It's polite to give your own name first." the man pointed out.

"True... I'm the Ghost Rider." he said. "And you are?"

"Nick Fury, director of SHIELD." the man said, carefully scrutinizing Ghost Rider for any kind of a reaction. Ghost Rider shrugged.

"Never heard of you." he said.

"Well, I've never heard of you either. Are you a new superhero?" Fury asked.

"No, I'm just new to this city. I've had my powers for awhile now." Ghost Rider said, carefully measuring his words. He wasn't sure if he could trust this guy yet. Zarathos seemed uneasy around him. He could sense sin upon him, but it seemed distant somehow, as if something was trying to block him from sensing it.

"I see... Welcome to New York." Fury said, also carefully measuring his words. The two of them were dancing around the obvious elephant in the room. Ghost Rider was a flaming skeleton, dressed all in black, astride a demonic motorcycle. He was also a vigilante. Vigilantism was illegal, at least as far as Johnny knew. Government agents didn't typically take kindly to random super-powered individuals doing their job for them. Or at least not to his knowledge. Ghost Rider sat there, resisting the urge to squirm. This Fury guy... Wasn't the least bit intimidated by him. Zarathos wasn't used to people looking him in the eyes... Without screaming in terror.

While he was pondering this, he heard a gunshot in the distance. Along with it... The gut-wrenching sensation that a life had just been ended. He snarled and spun around in his seat to glare in the direction of the sound. Spider-Man flinched as Ghost Rider appeared to be looking at him. Then he relaxed slightly as Ghost Rider shifted repeatedly, looking over Spider-Man's shoulders.

"Did you hear that?" Ghost Rider demanded.

"Hear what?" Spider-Man said. He turned to look in the direction Ghost Rider was looking in.

"Gun shot." Ghost Rider stated not-so-calmly, turning his bike in the direction of the noise. "If you will all excuse me... Someone has just been murdered."

As he drove off, he noticed several uniformed men descending into the construction site. None of them even reacted to his presence. What was up with these guys? Were they really that well trained, or had they simply "seen it all"? Whatever the case, they did not bar his way, and he proceeded back into the busy city streets. Since he was trying not to cause a wreck, he diminished the flames coming off his bike's wheels until they did not damage the streets. Ignoring any and all traffic laws, he made his way to the site of the murder.

"What the hell?" he muttered as he arrived on the scene. A large bloodstain liberally sprinkled with brain matter surrounded a headless corpse. Someone had shot this guy with a sniper rifle or some other large caliber gun. Ghost Rider began scanning the surrounding rooftops. Movement in his peripheral vision caught his eyes. Someone was in the alley directly across the street. He stared. The man was dressed in urban camouflage pants and a black t-shirt with a skull printed on it. Black military boots, black fingerless gloves, and a black tactical vest completed the look. His black hair was cut in a distinctly military fashion and his blue eyes were ice-cold. He had black and grey paint smeared on his face. He was carrying a sniper rifle in his hands. Ghost Rider didn't need the forensics or even his sin-detecting sense to tell him this was his culprit. He had guilty written all over him.

"You're dead-meat, sinner." Zarathos howled through Ghost Rider's mouth. He turned the bike towards him, with the intention of running him over. As he revved the engine, the man took off... Towards him! He shot forward, but at the last second the man executed a perfect tactical roll to the side, effectively dodging him. Ghost Rider hit the brakes, but by the time he had turned the bike around, the man had sprinted over to the body, collected something from the corpse and ducked into another alley. Ghost Rider gunned it towards him, only to have to hit the brakes again as the man shot up the side of a chain-link fence barring access to the other side of the alley. Scaling the fence with the ease and grace of a monkey, the man paused briefly at the top to get another look at Ghost Rider. The man frowned slightly as he looked down at Ghost Rider. After about three seconds of staring at each other, the man jumped down off the fence, safely tucked beyond Ghost Rider's reach.

"See ya." the man said, giving him a military salute before sprinting away at top speed. Or at least Ghost Rider assumed it was his top speed. It was certainly a lot faster than he could move. The man ran down the alley, and into the next street over. A black unmarked van came barreling along, pausing only long enough for the man to get in on the passenger side. Then it sped off. As if to add further insult, there wasn't even a license plate to get a possibly traceable number off of. Ghost Rider screamed his frustration at the sky, before riding out of the alley back into the streets. He barely avoided colliding with a police car that was just arriving. Growling at the driver, who stared at him open-mouthed in terror, he sped off to look for less agile prey.

He was rewarded for his search less than half an hour later, when a huge wave of water came crashing over the side of a building from above. He stopped and stared. Spider-Man came diving down from above, along with a large metal cone. Spider-Man shot out several webs to ensnare the cone. The other ends adhered to sides of buildings all around, preventing it from hitting the ground and the onlookers. Sighing, he directed his motorcycle up the side of the building and summoned a chain. Something was going on. He started whirling the chain, preparing to throw it at whatever Spider-Man was fighting. Suddenly, Power Man floated out near the top of the building. Nova flew by and took a shot at him, shattering something on his back with a strange energy beam. Power Man immediately began to fall. Making the assumption that Nova was merely trying to free Power Man and not injure him, Ghost Rider decided to intervene.

"Grab the chain!" he shouted as he hurled it. Power Man snagged the chain with one hand as Ghost Rider raced past him. Ghost Rider turned the bike on the side of the building and started going horizontal rather than vertical, whilst still sticking to the side of the building. Casually defying all the laws of physics, he did a wheelie, rode straight off the side of the building, and landed on the next building over, before pulling a stoppie, and spinning in place to shoot back upwards once again. He could hear Power Man screaming behind him.

"I want off this roller coaster!" Power Man shouted. So instead of continuing forward when he reached the top, he brought the bike to a halt and landed neatly atop the roof. Inertia caused Power Man to fly up over his head, execute a sloppy forward flip, and land on his butt right in front of Ghost Rider's bike.

"What the hell kind of save was that?" Power Man demanded.

"You're welcome." Ghost Rider said, scanning the scene. Spider-Man and the heroes from earlier were fighting the Frightful Four. Spider-Man swung around with White Tiger in his arms and landed next to Ghost Rider. Nova dove down from the sky and landed nearby. Iron Fist jumped over from a nearby rooftop and sprinted over to them. They all arrived simultaneously, as if this entire thing was planned in a script.

"Hello again, nightmare-inducing hell-spawn." Spider-Man said.

"My name is Ghost Rider." Ghost Rider said, doing his best to deadpan without a face. The most he managed was to lower the flames directly above his eye-sockets to look like lowered eye-brows.

"Ri-ight." Spider-Man said, before turning to White Tiger. "If you wanna save someone look down there."

He gestured at the streets below the rooftop. People were staring up at them. Ghost Rider looked around at the other heroes. What the hell was he talking about?

"Superhero 101: We can defend ourselves, they can't." Spider-Man said. "Trust me, I've got these meat-heads. Go. Protect and serve."

"You heard the man." White Tiger said, turning to the rest of them. Spider-Man web-swung over to the building the villains were on. Ghost Rider followed on his bike. He abandoned the bike as soon as he was over there, however, as he didn't want to damage it. Mack would never let him hear the end of it, if anything happened to that bike.

As he and Spider-Man squared off against Klaw, the floating man who had led them in battle the previous day appeared. He hurled anti-gravity disks at them. Spider-Man shot out a web and caught them, swinging them around to throw them at Klaw. Klaw fired his sonic attack, shooting them out of the air before they even reached him. Then the floating man fired an energy beam out of his fists. Spider-Man dodged and it hit a billboard instead, knocking it off its support structure and sending it hurtling towards the ground. Ghost Rider didn't even hesitate, just dived after it, never mind the fact that he didn't have his bike to catch him.

As he fell through the air, Nova came flying by and fired multiple times at the billboard, shattering it into pieces before it hit the ground. Ghost Rider opened his mouth and breathed fire, incinerating the last of the billboard before it could fall on the people below. Unfortunately, he didn't have time to think of a way to land safely, and Nova must have assumed he knew what the hell he was doing because he took off without him.

"Fuuuuu-" was all he got out before he landed on top of a taxi, caving in the roof of the car. He distantly heard screaming below him, as blackness curled inward at the corners of his vision. Then, just as suddenly as his "deceleration", his body healed itself. Gasping for air, despite his lack of lungs, he sat up. Jumping off the car, he peeled the doors off and helped the people inside get out. As soon as they were free of the car they fled. Apparently none of them were used to the sight of flaming skeletons simply falling out of the sky. They didn't even stop to say "thanks for pulling me out of the car". How rude. Zarathos seemed to find that funny, because he started laughing in Johnny's head. If he had a face, Johnny would have scowled.

Suddenly, there was a massive explosion above. Looking up he saw Klaw falling from the top of the building. Spider-Man swung around to catch him with a strand of webbing. Running over, he saw the floating man fire an energy beam at Power-Man, White Tiger, and Nova who had gathered around Klaw. They were knocked to the ground by the force of the blast.

"You won't escape again," the floating man said as Ghost Rider arrived. "My power gloves are charged to their maximum."

"Wait, what gloves?" Spider-Man asked, landing atop a streetlight. Ghost Rider summoned a chain.

"These gloves." the floating man said, holding them up.

"Oh, those gloves!" Spider-Man said. He fired out two web-lines and forced the gloves together. The resulting explosion knocked the floating man out of the air. Ghost Rider sprinted over and tied him up with the chain. He melted the links together to secure it, then moved over to do the same to Klaw. He retrieved the female member of the Frightful Four, and restrained her in a similar fashion. By the time he was done, SHIELD had arrived. Fury was with them. They approached each other warily.

"Heard you saved a lot of lives today." Fury said.

"That's kind of what I do." Ghost Rider responded.

"I see... Ever consider joining SHIELD?" Fury asked. Surprised, Ghost Rider just stared.

"You could save even more lives with our resources. And we could use someone with your skills on our side." Fury continued. Ghost Rider pondered it for a moment.

"Would I get paid?" he asked, finally.


	4. Chapter 4

They were on the Hellicarrier. He was about to be tested to see if he had what it took to join SHIELD.

"This test will determine your effectiveness against multiple attackers. You have sixty seconds." Fury stated like he'd rehearsed this statement. Ghost Rider snorted, as ten robots came up out of the floor. Multiple attackers, right. They were just robots, which meant he had no reason to hold back. He spun tightly in a circle tossing out his chain to whirl around him. The chain was covered in his blue-heaven-flames. It ate through the metal robots like a hot knife through butter. About ten seconds later the last of the robots fell, torn to pieces by his chain. He turned to Fury.

"Done." He said, bored. Fury stared for a moment.

"You beat Captain America's record by point five seconds." He said, slowly. Ghost Rider shrugged. Whatever. Fury regained his composure.

"Alright, let's get you in costume." he said. His "costume" as it turned out, was a dark grey jumpsuit with black leather padding in vital areas, like knees, elbows, and crotch. He also got a black leather vest to wear over it, and a pair of black military boots. A white utility belt and his black gloves completed the look. He was then escorted to a garage back on land where his bike was waiting.

"Tomorrow we'll test your teamwork with the other team members." Fury said. Nodding, Ghost Rider changed back into Johnny, before taking off into the streets. Sighing with relief, he leaned into the bike. Joining SHIELD had been a paperwork nightmare. They'd had to do a background check as well, so he'd also spent some time just sitting around waiting for them to finish that. He'd also gotten into an argument with a SHIELD scientist about his powers. The scientist was an atheist and didn't believe him when he'd told his story about selling his soul, earning it back, and being bonded to an angel. Luckily, Fury had defused the argument, as SHIELD had plenty of evidence to indicate that supernatural phenomenon existed. He didn't tell them he was from an alternate reality. It didn't seem like a good idea. They might think he was crazy.

At school the next day he got to meet the other members of the team out of costume. Nova was Sam Alexander. Iron Fist was Danny Rand. Power Man was Luke Cage. White Tiger was Ava Ayala. They were ok, as teens go. Although Sam was a bit obnoxious. Spider-Man, who Johnny already knew was Peter Parker, ended up getting in an argument with Sam. Johnny tried to break it up, and all three of them ended up in detention. He was annoyed at first, but when he saw that the only ones there were his teammates, he realized it wasn't a "real" detention.

"Good job with the role play you guys." Coulson said.

"Oh, this was just to get us all together for a secret SHIELD thing." Peter said. "I thought it was serious."

"Define serious." Coulson said, pressing a button. All of them found themselves falling into a underground pit, as their chairs slid out from under them. Johnny landed comfortably on a chair, which began moving. He then went for a ride, like an underground roller coaster. When he arrived at his destination he flipped out of his chair ungracefully, as the inertia sent him flying. Getting to his feet, he noticed he was wearing his costume now. Huh. He transformed into the Ghost Rider as he looked around. The others were here, and in costume. Spider-Man was itching his back on Nova's helmet spikes. Ghost Rider frowned, or tried to anyway. White Tiger was looking out a window, at some fish. Were they underwater?

"Where are we?" she asked. A voice came over an intercom.

"Attention all SHIELD personnel, prepare to surface." Fury's voice said. The entire room shuddered. Then the window showed them that they were going up, fast. They hit the surface with a massive tremor, then their trip smoothed out as they began to ascend.

"The Hellicarrier! I love this job." White Tiger said. Spider-Man was still rubbing his back on Nova's helmet.

"I got this knot in my back and those dumb pointy things on your helmet are just the right shape." Spider-Man said. Nova shot out from underneath him. Floating in front of him, he held up his glowing fists.

"I don't know what your problem is, Webs, but if you wanna throw down, let's get it over with." Nova said. Fury's face appeared on a screen in front of them.

"In a feisty mood? Good. The court is exactly where you'll train to focus that aggression." Fury said. Ghost Rider rolled his non-existent eyes in their sockets. Training, right. Should be laughable, considering how easy it was last time.

"Court, like B ball court?" Spider-Man asked.

"Court, like you came here to be judged, harshly." Fury said, as robots began filling the room. The window was covered in a metal plate shielding, to protect it, and the robots took up positions around the room. Spider-Man and Nova sized each other up then got in each other's faces. Fury continued.

"Just cross the room without setting off any traps, and also…" he said, like he was reading something.

"Bet your web-shooters I can take down more drones than you can." Nova said, ignoring Fury.

"First to ten kabooms, wins."Spider-Man replied, also ignoring Fury.

"Um…" Ghost Rider spoke up. "Guys, I don't think…"

Evidently, they weren't interested in hearing him out because they took off, blowing up robots and racing each other. Ghost Rider sighed.

"They are so stupid." White Tiger said. Ghost Rider nodded absently. He wondered if he should stop them. It was probably too late. So he stood there and watched them make fools of themselves. They destroyed the last of the robots then spun to face each other.

"In your face!" they both said.

"Gentlemen." Fury said, sarcastically. They turned to face him.

"The object of this exercise was to cross the room without setting off any traps." Fury said.

"He said that?" Spider-Man asked. "When did he say that?"

"While you were talking to Nova, about the bet." Ghost Rider said, sighing.

"Oh. My oops." Spider-Man said.

"I was going to send you into the field today, but until you start working together you're grounded." Fury said.

"That's not fair. That was dork one and dork two." White Tiger said. A couple more robots appeared, carrying cleaning supplies with them.

"You're gonna clean up your mess, as a team." Fury said. The screen went black. Spider-Man leapt upward.

"I got the ceiling." he said.

"Be the best hero you can be, work with professionals." White Tiger said, as they worked, scooping up all the broken parts and piling them near the trash chute.

"I'm pushing a broom thanks to you two." she added, glaring at Spider-Man and Nova.

"A tornado becomes a gentle breeze, only as temperatures cool down." Iron Fist said. They all stared.

"He does that." Power Man said, apparently used to this. "Let's just finish, so we can prove what we got to Fury."

They quickly finished cleaning up.

"You guys are the noobs, I've been catching baddies for over a year." Spider-Man said. Counting on his fingers he said, "Batroc, Melter, Toad, Whirlwind, the Frightful Four. And I'm counting all four."

"I'm not a noob." Ghost Rider said. "I've been using my powers to fight evil for a long time."

Spider-Man started to say something but was cut off by White Tiger.

"That's it!" she said. "You gave me an idea!"

"SHIELD's most wanted. We bring in someone from this list." She started, bringing up said list on a terminal.

"Instant respect." Power Man finished.

"Right. Let's make sure it's someone we can handle." she said. Scrolling through the list she stopped on a picture of a woman covered in spikes. "Lady Porcupine."

"Yawn, Nova you take that one. Bring some bandages, pal." Spider-Man said. Nova nudged them aside and pressed a button.

"As if. I'm aiming higher. Like top of the list." he said, stopping at a picture of a man in armor and a green cape. "Let's get him! Doctor Doom."

"Last one to Latveria, licks Fury's eye patch." Nova said, taking off. He went sailing down a corridor, sending papers sailing out of some poor SHIELD agent's arms. They followed him into a hangar, with a jet of some kind sitting in it. Stepping inside Ghost Rider stared at Nova. Seriously? He was trying to start the damn thing.

"Who knows how to fly this thing? I wanna conserve some energy for the beat down." Nova said. "Never mind, found the autopilot."

They all gathered inside the jet except White Tiger, who stood at the door.

"Don't worry guys, I got this." Spider-Man said.

"We just gonna let him "get this"?" Power Man asked.

"Depends. Are we a group of solo acts, or just a group?" Iron Fist asked.

"Turn off the testosterone." White Tiger said. "We are not going to fly to Latveria and attack Doctor Doom."

"You're right, that would be insane." Spider-Man said. Ghost Rider stared.

"Can you talk some sense into helmet hair?" Spider-Man asked. White Tiger nodded.

"Finally, someone's using their head." she said. She stepped in and… The door slammed shut, and they took off.

"I hate you all." she said.


End file.
